Data Processing Agreement (DPA)
Effective Date: November 21, 2024
This Data Processing Agreement (“Agreement“) is an integral part of the Contract for Services (“Principal Agreement“) between Scrapingdog (“Company” or “Data Controller“) and [Client.Company] (“Vendor” or “Data Processor“).
1. Definitions and Interpretation
1.1 Unless otherwise defined herein, capitalized terms used in this Agreement shall have the following meanings:
“Agreement” refers to this Data Processing Agreement and all its schedules.
“Company Personal Data” means any Personal Data processed by a Subprocessor on behalf of the Company pursuant to or in connection with the Principal Agreement.
“Contracted Processor” refers to a Subprocessor.
“Data Protection Laws” means applicable data protection or privacy laws of any country, including the General Data Protection Regulation (EU) 2016/679 (“GDPR”).
“EEA” means the European Economic Area.
“EU Data Protection Laws” means EU Directive 95/46/EC, as transposed into domestic legislation of each Member State and as amended, replaced, or superseded from time to time, including by the GDPR and laws implementing or supplementing the GDPR.
“GDPR” means EU General Data Protection Regulation 2016/679.
“Data Transfer” means:
a transfer of Company Personal Data from the Company to a Contracted Processor; or
an onward transfer of Company Personal Data from a Contracted Processor to a Subcontracted Processor, or between two establishments of a Contracted Processor, in each case, where such transfer would be prohibited by Data Protection Laws.
“Services” means the services provided by the Company.
“Subprocessor” means any person appointed by or on behalf of the Processor to process Personal Data on behalf of the Company in connection with the Agreement.
1.2 The terms “Commission,” “Controller,” “Data Subject,” “Member State,” “Personal Data,” “Personal Data Breach,” “Processing,” and “Supervisory Authority” shall have the same meanings as in the GDPR, and their cognate terms shall be construed accordingly.
2. Processing of Company Personal Data
2.1 The Processor shall:
comply with all applicable Data Protection Laws in the processing of Company Personal Data; and
not process Company Personal Data other than on the Company’s documented instructions.
2.2 The Company instructs the Processor to process Company Personal Data.
3. Processor Personnel
The Processor shall take reasonable steps to ensure the reliability of any employee, agent, or contractor of any Contracted Processor who may have access to the Company Personal Data, ensuring in each case that access is strictly limited to those individuals who need to know/access the relevant Company Personal Data, as strictly necessary for the purposes of the Principal Agreement, and to comply with applicable laws in the context of that individual’s duties to the Contracted Processor, ensuring that all such individuals are subject to confidentiality undertakings or professional or statutory obligations of confidentiality.
4. Security
4.1 Taking into account the state of the art, the costs of implementation, and the nature, scope, context, and purposes of processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons, the Processor shall implement appropriate technical and organizational measures to ensure a level of security appropriate to that risk, including, as appropriate, the measures referred to in Article 32(1) of the GDPR.
4.2 In assessing the appropriate level of security, the Processor shall take account in particular of the risks that are presented by processing, in particular from a Personal Data Breach.
5. Subprocessing
5.1 The Processor shall not appoint (or disclose any Company Personal Data to) any Subprocessor unless required or authorized by the Company.
6. Data Subject Rights
6.1 Taking into account the nature of the processing, the Processor shall assist the Company by implementing appropriate technical and organizational measures, insofar as this is possible, for the fulfillment of the Company’s obligations to respond to requests to exercise Data Subject rights under the Data Protection Laws.
6.2 The Processor shall:
promptly notify the Company if it receives a request from a Data Subject under any Data Protection Law in respect of Company Personal Data; and
ensure that it does not respond to that request except on the documented instructions of the Company or as required by applicable laws to which the Processor is subject, in which case the Processor shall, to the extent permitted by applicable laws, inform the Company of that legal requirement before the Processor responds to the request.
7. Data Storage and Retention
7.1 Data Storage: Scrapingdog processes personal data solely for the purpose of providing services as instructed by the client. Personal data is not stored beyond the necessary duration required to fulfill these obligations.
7.2 Data Retention: Personal data is retained only for as long as needed to provide the agreed-upon services. Upon completion of the services, all personal data is either returned to the client or securely deleted, in accordance with the terms of this Agreement.
8. Personal Data Breach
7.1 The Processor shall notify the Company without undue delay upon becoming aware of a Personal Data Breach affecting Company Personal Data, providing the Company with sufficient information to allow the Company to meet any obligations to report or inform Data Subjects of the Personal Data Breach under the Data Protection Laws.
7.2 The Processor shall cooperate with the Company and take reasonable commercial steps as are directed by the Company to assist in the investigation, mitigation, and remediation of each such Personal Data Breach.
9. Data Protection Impact Assessment and Prior Consultation
The Processor shall provide reasonable assistance to the Company with any data protection impact assessments, and prior consultations with supervisory authorities or other competent data privacy authorities, which the Company reasonably considers to be required by Article 35 or 36 of the GDPR or equivalent provisions of any other Data Protection Law, in each case solely in relation to processing of Company Personal Data by, and taking into account the nature of the processing and information available to, the Processor.
10. Deletion or Return of Company Personal Data
10.1 Subject to this section, the Processor shall promptly and in any event within 10 business days of the date of cessation of any services involving the processing of Company Personal Data (the “Cessation Date”), delete and procure the deletion of all copies of those Company Personal Data.
11. Audit Rights
11.1 Subject to this section, the Processor shall make available to the Company on request all information necessary to demonstrate compliance with this Agreement and shall allow for and contribute to audits, including inspections, by the Company or an auditor mandated by the Company about the Processor’s processing of the Company Personal Data.
For more details on how we protect your personal data and ensure compliance with data protection laws, please refer to our Data Protection and Privacy Practices.
